The Delaware Supreme Court reinstated Elon Musk’s 2018 Tesla Inc. (NASDAQ:TSLA) compensation plan on Friday, reversing a lower-court ruling.
Court Reverses Lower Ruling, Restores Historic Pay Deal
The Delaware Supreme Court overturned a 2024 decision that had voided Musk’s 2018 Tesla pay package, calling the earlier ruling improper and inequitable.
In a 49-page opinion, the court said fully rescinding the deal unfairly left Musk “uncompensated” for his time and efforts over a period of six years.
The compensation package, once valued at about $56 billion, is now worth roughly $139 billion based on Tesla’s stock price at Friday’s close.
Tesla shares ended the regular session down 0.45% at $481.20 and rose about 0.30% in after-hours trading, according to Benzinga Pro.
Musk reacted to the decision on X, writing that he was “vindicated.”
Ownership, Control At Stake For Tesla CEO
If Musk exercises all stock options tied to the 2018 plan, his stake in Tesla would increase from about 12.4% to roughly 18.1% of the company’s expanded share base, noted Reuters.
Musk has repeatedly said that maintaining control over Tesla, rather than cash compensation, is his primary concern.
Tesla’s board previously warned that Musk — who also leads SpaceX and artificial intelligence startup xAI — could walk away from the electric vehicle maker without greater voting power and performance-based pay.
Background: Why The Pay Package Was Struck Down
In early 2024, Delaware Chancery Court Judge Kathaleen McCormick ruled after a five-day trial that Tesla’s directors were conflicted and failed to fully disclose key facts to shareholders when the pay plan was approved.
The ruling sparked backlash from Musk, who accused Delaware judges of hostility toward tech founders and encouraged companies to reincorporate elsewhere.
Shareholder Support Influenced High Court Decision
The Supreme Court’s ruling comes after Tesla shareholders overwhelmingly approved a new Musk pay package in November, potentially worth up to $1 trillion if extreme market capitalization and operational targets are met.
The compensation plan is designed to reward performance by tying pay to ambitious targets. However, critics say its structure could still allow Musk to earn massive payouts by meeting minimum thresholds rather than delivering transformative results.
Benzinga Edge Rankings show Tesla in the 79th percentile for Momentum, with additional performance comparisons available against peers such as GM, Ford and Uber.
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Disclaimer: This content was partially produced with the help of AI tools and was reviewed and published by Benzinga editors.
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